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How the Bezos divorce could impact Amazon shareholders

CEO Jeff Bezos and his wife, MacKenzie, announced Wednesday their plan to divorce. What this will mean for his businesses?

Jeff Bezos is best known for founding Amazon, and he’s still the company’s largest shareholder by far, owning 16.3 percent of its shares according to the company’s 2018 proxy statement. He also founded space company Blue Origin and bought The Washington Post during the course of his 25-year marriage to MacKenzie.

Washington state, where Amazon is headquartered and the Bezoses have a home, is a “community property” state under state law. That means, if the couple files for divorce there, all assets and debts accrued during their marriage will be considered owned by both husband and wife. The law dictates that these assets be equitably divided unless a prenuptial agreement states otherwise. It’s not known whether the couple has any such agreement in place.

Seattle-based divorce attorney David Starks said that an equitable split does not always mean the assets will be split 50/50.

In typical cases, Starks said, a court would attempt to even out assets so that both parties end up on roughly equal footing in the long-term. If one spouse has more earning potential, for example, that person may receive fewer assets since they are more likely to be able to provide for themselves over the long term.

But in the Bezoses’ case, where Jeff has a net worth of $137 billion, according to Bloomberg’s Billionaires Index, the court will probably divide the money evenly.

“When you’re going to leave as a billionaire, it seems unlikely that a court would spend time trying to figure out who is more wealthy ten years from now,” Starks said.

An unprecedented situation

The more pressing concern for shareholders is how the divorce could affect Jeff Bezos’ control of the company.

The experts who CNBC interviewed could not think of another situation where a founder of such an influential company divorced a spouse who had been with them since the company’s founding. The only one who came to mind was Rupert Murdoch, whose second wife Anna was with him for more than 30 years as he built his media empire before divorcing in 1999, but they reportedly had a prenuptial agreement.

It may be difficult for the Bezoses to split up their wealth without dipping significantly into their Amazon shares, said Jordan Neyland, an assistant professor of law at George Mason University who has written on the topic of CEO divorces.

“A lot of the prior CEO divorces have been more career professionals that have built up other wealth before becoming CEO,”Neyland said. “So I think that’s what makes this one a little different, being a founder getting divorced while in office.”

Typically, CEOs could avoid splitting up their shares by leaving other assets to their spouses, such as real estate and other property. But for the Bezoses, Neyland said, “all the wealth is going to be tied up in Amazon. In this case, I don’t know, of course, what to think of something of this magnitude, but I imagine his spouse is going to get some amount of stock in Amazon. So this is going to change the ownership in Amazon.”

This could mean Amazon may need to find a new structure to ensure that Jeff Bezos still owns enough voting power with his shares, Neyland said, like creating different classes of shares with varied amounts of voting power.

“This would be some creative lawyering that would have to happen,” Neyland said. “I don’t know if there’s been any sort of precedent for this.”

But Starks speculated that the couple probably came to an agreement on that point well before making their public announcement Wednesday.

“I have to imagine that some of the longest conversations and most legal mind power went into how to fashion a settlement that retained Jeff Bezos’ ability to remain a controlling shareholder in Amazon,”Starks said. In order for this to happen, Starks said, MacKenzie Bezos could have elected to give up claim to the stock or give up her voting rights to her shares.

Some of the terms of the settlement may come to light in Amazon SEC filings. Amazon declined to comment

A troublesome distraction?

Shareholders may also worry about the Amazon CEO’s state of mind as he goes through a difficult personal situation. But one expert pointed out the Bezoses’ exceptional wealth as a mitigating factor.

David Larcker, a professor at Stanford’s Graduate School of Business with a focus on corporate governance, wrote a 2013 research paper outlining the ways in which a CEO divorce could impact shareholders. Some CEOs who divest personal assets to fund a divorce develop risk-aversion in the business. People who see their net worth go down significantly may be less willing to bet on risky innovation.

But in the case of Jeff Bezos, Larcker doubts risk-aversion will be at play because the numbers are so large.

“If you’ve got someone, say, worth ten million dollars, and they give half to their spouse either male or female, so their wealth goes down to five million, in that kind of setting, if you believe you become more risk averse if you have less money, that may translate to more risk averse decision-making.” He added, “I think in this case I probably wouldn’t go down that path. I’m sure the numbers are inconceivable to you and I.”

American Academy of Matrimonial Lawyers President Peter Walzer suggested that “the only thing shareholders should be concerned about is lengthy litigation.”

But he doesn’t see that happening: “From…the way that the announcement was made and the tone I don’t think they’re going to do that.”